Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Jun. 17, 2019 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Mayville Engineering Company, Inc. | |
Entity Central Index Key | 0001766368 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | No | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | MEC | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 19,845,693 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 28 | $ 3,089 |
Receivables, net of allowances for doubtful accounts of $759 as of March 31, 2019 and $801 as of December 31, 2018 | 67,759 | 52,298 |
Inventories, net | 53,480 | 53,405 |
Tooling in progress | 2,672 | 2,318 |
Prepaid expenses and other current assets | 2,563 | 1,649 |
Total current assets | 126,502 | 112,759 |
Property, plant and equipment, net | 125,577 | 123,883 |
Goodwill | 70,534 | 69,437 |
Intangible assets-net | 80,203 | 82,879 |
Capital lease, net | 1,880 | 1,953 |
Other long-term assets | 762 | 814 |
Total assets | 405,459 | 391,725 |
LIABILITIES AND TEMPORARY EQUITY | ||
Accounts payable | 50,327 | 45,992 |
Current portion of capital lease obligation | 275 | 281 |
Current portion of long-term debt | 10,549 | 8,606 |
Accrued liabilities: | ||
Salaries, wages, and payroll taxes | 7,894 | 7,548 |
Profit sharing and bonus | 3,563 | 6,124 |
Other current liabilities | 14,840 | 14,610 |
Total current liabilities | 87,449 | 83,161 |
Bank revolving credit notes | 66,389 | 59,629 |
Capital lease obligation, less current maturities | 1,630 | 1,697 |
Other long-term debt, less current maturities | 109,669 | 111,675 |
Deferred compensation and long-term incentive, less current portion | 14,498 | 13,351 |
Deferred income taxes | 20,275 | 19,123 |
Other long-term liabilities | 100 | 100 |
Total liabilities | 300,010 | 288,736 |
Commitments and contingencies (see Note 9) | ||
Redeemable common shares, no par value, stated at redemption value of outstanding shares, 60,045,300 authorized, 38,623,806 shares issued at March 31, 2019 and December 31, 2018 | 133,806 | 133,806 |
Retained earnings | 29,301 | 26,842 |
Treasury stock at cost, 25,180,330 shares at March 31, 2019 and December 31, 2018 | (57,659) | (57,659) |
Total temporary equity | 105,449 | 102,989 |
Total liabilities and temporary equity | $ 405,459 | $ 391,725 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) $ in Thousands | May 13, 2019shares | Mar. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares |
Receivables, net of allowances for doubtful accounts | $ | $ 759 | $ 801 | |
Redeemable common shares par value | $ / shares | $ 0 | $ 0 | |
Redeemable common shares authorized | 60,045,300 | 60,045,300 | |
Redeemable common shares issued | 38,623,806 | 38,623,806 | |
Treasury stock at cost | 25,180,330 | 25,180,330 | |
IPO [Member] | |||
Common Stock, Shares Authorized | 45,000 | 45,000 | |
Common Stock, Shares, Issued | 28,946 | 28,946 | |
Treasury Stock, Shares | 18,871 | 18,871 | |
May 2019 IPO [Member] | Subsequent Event [Member] | |||
Dividend stock split conversion ratio | 1,334.34 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net sales | $ 143,732 | $ 87,221 |
Cost of sales | 124,153 | 75,411 |
Amortization of intangibles | 2,677 | 939 |
Profit sharing, bonuses, and deferred compensation | 1,750 | 1,640 |
Employee Stock Ownership Plan expense | 1,500 | 1,000 |
Other selling, general and administrative expenses | 7,599 | 2,875 |
Income from operations | 6,054 | 5,356 |
Interest expense | (2,832) | (906) |
Other income | 7 | 8 |
Income before taxes | 3,229 | 4,458 |
Income tax expense | 769 | 29 |
Net income and comprehensive income | 2,459 | 4,430 |
Earnings per share – basic and diluted | ||
Net income available to shareholders | $ 2,459 | $ 4,430 |
Earnings per share | $ 0.18 | $ 0.31 |
Weighted average shares outstanding | 13,443,484 | 14,117,317 |
Tax-adjusted pro forma information | ||
Net income available to shareholders | $ 2,459 | $ 4,430 |
Pro forma provision for income taxes | 70 | 1,130 |
Pro forma net income | $ 2,389 | $ 3,300 |
Pro forma earnings per share | $ 0.18 | $ 0.23 |
Weighted average shares outstanding | 13,443,484 | 14,117,317 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) | May 13, 2019 | Mar. 31, 2019 |
Effective income tax rate reconciliation | 26.00% | |
May 2019 IPO [Member] | Subsequent Event [Member] | ||
Dividend stock split conversion ratio | 1,334.34 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 2,459 | $ 4,430 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 7,650 | 4,992 |
Costs recognized on step-up of acquired inventory | 395 | |
Expense recognized on contingent consideration fair value adjustment | 869 | |
Gain on sale of property, plant and equipment | (10) | |
Deferred compensation and long-term incentive | 1,147 | 666 |
Non-cash adjustments | 54 | 63 |
Changes in operating assets and liabilities – net of effects of acquisition: | ||
Accounts receivable | (15,419) | (7,552) |
Inventories | (470) | (2,837) |
Tooling in progress | (354) | 129 |
Prepaids and other current assets | (914) | (608) |
Accounts payable | 5,892 | 3,795 |
Accrued liabilities, excluding long-term incentive | (2,799) | (1,405) |
Net cash (used in) provided by operating activities | (1,500) | 1,673 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property, plant and equipment | (8,151) | (2,488) |
Proceeds from sale of property, plant and equipment | 9 | |
Net cash used in investing activities | (8,142) | (2,488) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from bank revolving credit notes | 117,666 | 38,951 |
Payments on bank revolving credit notes | (110,906) | (36,195) |
Proceeds from issuance of other long-term debt | ||
Repayments of other long-term debt | (107) | (1,983) |
Payments on capital leases | (73) | |
Net cash provided by financing activities | 6,580 | 773 |
Net (decrease) in cash and cash equivalents | (3,061) | (42) |
Cash and cash equivalents at beginning of period | 3,089 | 76 |
Cash and cash equivalents at end of period | 28 | 34 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 2,966 | $ 992 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Redeemable Common Shares, Treasury Stock and Retained Earnings - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Beginning, Balance | $ 102,989 | |
Net income | 2,459 | $ 4,430 |
Ending, Balance | 105,449 | |
Redeemable Common Shares | ||
Beginning, Balance | 133,806 | 125,042 |
Net income | 0 | 0 |
Ending, Balance | 133,806 | 125,042 |
Treasury Stock | ||
Beginning, Balance | (57,659) | (49,826) |
Net income | 0 | 0 |
Ending, Balance | (57,659) | (49,826) |
Retained Earnings | ||
Beginning, Balance | 26,842 | 17,671 |
Net income | 2,459 | 4,430 |
Ending, Balance | $ 29,301 | $ 22,101 |
Basis of presentation
Basis of presentation | 3 Months Ended |
Mar. 31, 2019 | |
Basis of Presentation [Abstract] | |
Business Description and Basis of Presentation [Text Block] | Note 1. Basis of presentation The interim consolidated unaudited financial statements of Mayville Engineering Company, Inc. and subsidiaries (MEC, the Company, we, our, us or similar terms) presented here have been prepared in accordance with the accounting principles generally accepted in the United States of America (GAAP) and with instructions to Form 10-Q and Article 10 of Regulation S-X. They reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results and position for the interim unaudited periods presented. All intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2018, included in the Company’s Prospectus. A summary of the Company’s significant accounting policies is included in the Company’s 2018 financial statements in the Prospectus. The Company followed these policies in preparation of the interim unaudited condensed consolidated financial statements. Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standard Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) statements. In February 2016, the FASB issued ASU 2016-02, Leases , creating Topic 842, which requires lessees to record the assets and liabilities arising from all leases in the statement of financial position. Under ASU 2016-02, lessees will recognize a liability for lease payments and a right-of-use asset. When measuring assets and liabilities, a lessee should include amounts related to option terms, such as the option of extending or terminating the lease or purchasing the underlying asset, that are reasonably certain to be exercised. For leases with a term of 12 months or less, lessees are permitted to make an accounting policy election to not recognize lease assets and liabilities. This guidance retains the distinction between finance leases and operating leases and the classification criteria remains similar. For financing leases, a lessee will recognize the interest on a lease liability separate from amortization of the right-of-use asset. In addition, repayments of principal will be presented within financing activities, and interest payments will be presented within operating activities in the statement of cash flows. For operating leases, a lessee will recognize a single lease cost on a straight-line basis and classify all cash payments within operating activities in the statement of cash flows. For public companies, this guidance will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. , the new guidance is effective for annual reporting periods beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted. The Company is evaluating the potential impact of this guidance on the consolidated financial statements. A summary of the Company’s evaluation of other recent accounting pronouncements included in the Company’s 2018 financial statements in the Prospectus. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Note 2. Acquisitions On December 14, 2018, the The Company acquired DMP for $114,700, net of cash received plus contingent consideration of up to $10,000. The Company will pay DMP’s previous shareholders $7,500 if DMP generates $19,748 of earnings before interest expense, income taxes, depreciation and amortization (EBITDA) over the twelve month period ended September 30, 2019. In addition, the Company will pay one dollar for each additional dollar of EBITDA in excess of $19,748 generated over this period; however, in no event shall the total payment exceed $10,000. The aggregate purchase price has been allocated to the assets acquired and liabilities assumed based on their fair values as of the acquisition date. The excess purchase price over the estimated fair value of net tangible assets acquired was allocated to identifiable intangible assets and goodwill. The Company engaged a reputable independent third party to assist with the identification and valuation of the intangible assets. Management made significant estimates and assumptions when determining the fair value of assets acquired and liabilities assumed. These estimates include, but are not limited to, discount rates, projected future net sales, projected future expected cash flows, useful lives, attrition rates, royalty rates, and growth rates. These measures are based on significant Level 3 inputs not observable in the market. T he preliminary estimated fair values of assets acquired and liabilities assumed are as follows: Preliminary Opening Cash consideration, net of cash received $ 114,700 Contingent consideration 6,075 Total purchase price $ 120,775 Accounts receivable, net $ 26,900 Tooling in progress 1,318 Inventory, net 11,729 Property, plant and equipment, net 30,053 Other assets, net of cash 416 Intangible assets Trade name 14,780 Customer relationships 44,550 Non-compete 8,800 Goodwill 30,332 Total assets acquired 168 878 Deferred income taxes 20,220 Other liabilities 27,883 Net assets acquired $ 120,775 In connection with the DMP acquisition, inventory was valued at its estimated fair value which is defined as expected sales price less costs to sell. The valuation resulted in an inventory fair value step-up of $978. This amount is amortized based on inventory turns, with the amortization resulting in a reduction of inventory and an expense reflected in cost of sales on the Consolidated Statement of Comprehensive Income. For the three months ended March 31, 2019 and the year ended December 31, 2018, the Company amortized $395 and $583 of the inventory fair value step-up, respectively. The inventory fair value step-up is fully amortized as of March 31, 2019. The Company recorded $14,780 of trade name intangible assets with an estimated useful life of 10 12 5 Consolidated Statement of Comprehensive Income. The Company also estimated and recorded the fair value of the contingent consideration payable of $6,075 as of the acquisition date. The Company remeasures this liability utilizing a Monte Carlo valuation model through the conclusion of the earnout period, September 30, 2019, $6,924 and $6,054 as of March 31, 2019 and December 31, 2018, respectively. The change of $869 between the balances for the periods ended March 31, 2019 and December 31, 2018 is recorded within the line item other selling, general, and administrative expenses on the Company’s Condensed Consolidated Statement of Comprehensive Income for the three months ended March 31, 2019. The purchase price of DMP exceeded the preliminary estimated fair value of identifiable net assets and accordingly, the difference was allocated to goodwill, which is not tax deductible. The Company believes that the information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed; however, the purchase price allocations are preliminary. The Company is in the process of finalizing the net working capital true-up in conjunction with the fair value estimates for assets acquired, liabilities assumed, identifiable intangible assets, and the income tax provision. The Company has recorded preliminary estimates for certain of the items noted above and will record adjustments, if any, to the preliminary amounts upon finalization of the respective valuations. Such changes are not expected to be significant. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the applicable acquisition date. The DMP acquired entities accounted for $50.2 million and $0.8 million Pro Forma Financial Information (Unaudited): The unaudited pro forma results of operations do not reflect any operating efficiencies or potential cost savings which may result from the acquisition. Three Months Ended March 31, 2018 Net sales $ 128,274 Net income 4,496 |
Select balance sheet data
Select balance sheet data | 3 Months Ended |
Mar. 31, 2019 | |
Select balance sheet data [Abstract] | |
Supplemental Balance Sheet Disclosures [Text Block] | Note 3. Select balance sheet data Inventory Inventories as of March 31, 2019 and December 31, 2018 consist of : March 31, December 31, 2019 2018 Finished goods and purchased parts $ 32,040 $ 32,589 Raw materials 13,664 12,329 Work-in-process 7,776 8,487 Total $ 53,480 $ 53,405 The change in inventory from $53,405 as of December 31, 2018 to $53,480 as of March 31, 2019 includes a $395 reduction related to the amortization of the DMP inventory fair value step-up. The DMP inventory fair value step-up is fully amortized as of March 31, 2019. Property, plant and equipment Property, plant and equipment as of March 31, 2019 and December 31, 2018 consist of : Useful Lives March 31, December 31, Years* 2019 2018 Land Indefinite $ 1,264 $ 1,264 Land improvements 15 39 3,169 3,169 Building and building improvements 15 39 56,233 55,269 Machinery, equipment and tooling 3 7 187,220 182,045 Vehicles 5 3,627 3,613 Office furniture and fixtures 3 7 14,379 14,253 Construction in progress N/A 7,102 6,786 Total property, plant and equipment, gross 272,994 266,399 Less accumulated depreciation 147,417 142,516 Total property, plant and equipment, net $ 125,577 $ 123,883 Goodwill Changes in goodwill between December 31, 2018 and March 31, 2019 consist of : Balance as of December 31, 2018 $ 69,437 Purchase accounting adjustment 1,097 Impairment — Balance as of March 31, 2019 $ 70 534 Intangible Assets The following is a listing of intangible assets, the useful lives in years (amortization period) and accumulated amortization as of March 31, 2019 and December 31, 2018: Useful Lives March 31, December 31, Years 2019 2018 Amortizable intangible assets: Customer relationships and contracts 9 12 $ 78,340 $ 78,340 Trade name 10 14,780 14,780 Non-compete agreements 5 8,800 8,800 Patents 19 24 24 Accumulated amortization (25,552 ) (22,876 ) Total amortizable intangible assets, net 76,392 79,068 Non-amortizable brand name 3,811 3,811 Total intangible assets, net $ 80,203 $ 82,879 Non-amortizable brand name is tested annually for impairment. Changes in intangible assets between December 31, 2018 and March 31, 2019 consist of: Balance as of December 31, 2018 $ 82,879 Amortization expense (2,677 ) Balance as of March 31, 2019 $ 80,203 Amortization expense was $2.7 million and $0.9 million for the three months ended March 31, 2019 and 2018, respectively. |
Bank revolving credit notes
Bank revolving credit notes | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Disclosure of Line of Credit Facilities [Text Block] | Note 4. Bank revolving credit notes The Company maintains a Credit Agreement providing for $ 90 was 4.75% and 4.69% as of March 31, 2019 and December 31, 2018, respectively. Additionally, the agreement has a fee on the average daily unused portion of the aggregate unused revolving commitments. This fee was 0.20% as of March 31, 2019 and December 31, 2018. The Company was in compliance with all financial covenants of the credit agreements as of March 31, 2019 and December 31, 2018. The amount borrowed on the revolving credit notes was $ 66,389 59,629 |
Other long-term debt
Other long-term debt | 3 Months Ended |
Mar. 31, 2019 | |
Other longterm debt [Abstract] | |
Debt Disclosure [Text Block] | Note 5. Other long-term debt The Company maintains a facility financing package with borrowings of $95,000 and a maturity date of December 14, 2023, and a strategic capital loan with borrowings of $25,000 and a maturity date of June 14, 2024. Government loan balances include forgiveness clauses based upon capital spending and headcount increases at the noted manufacturing locations. Other long-term debt as of March 31, 2019 and December 31, 2018 consisted of the following: March 31, 2019 December 31, 2018 Interest Rate Balance Interest Rate Balance Term A loans – 2018 financing package 4.75 % $ 69,000 4.69 % $ 69,000 Real estate term loan – 2018 financing package 4.75 % 26,000 4.69 % 26,000 Strategic capital loan 11.59 % 25,000 11.78 % 25,000 Wisconsin Economic Development Corporate (Neillsville) 2.00 % 299 2.00 % 406 Smyth County, Virginia 0.00 % 700 0.00 % 700 Total principal outstanding 120,999 121,106 Less: Unamortized debt issuance costs (781 ) (825 ) Less: Current maturities (10,549 ) (8,606 ) Long-term debt, less current maturities, net $ 109,669 $ 111,675 Scheduled principal payment of debt subsequent to March 31, 2019 are as follows: Year ending December 31, 2019 (remainder) $ 8,499 2020 8,200 2021 8,200 2022 8,200 2023 62,900 Thereafter 25,000 Total $ 120,999 The Company was in compliance with all financial covenants of its long term debt agreements as of March 31, 2019. |
Capital lease obligation
Capital lease obligation | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Capital Leases in Financial Statements of Lessee Disclosure [Text Block] | Note 6. Capital lease obligation Capital leases consist of equipment with a capitalized cost of $2,051 and accumulated depreciation of $171 at March 31, 2019. Depreciation of $73 was recognized on the capital lease assets during Year ending December 31, 2019 (remainder) $ 262 2020 335 2021 335 2022 335 2023 335 Thereafter 559 Total 2,161 Less payment amount allocated to interest 256 Present value of capital lease obligation $ 1,905 Current portion of capital lease obligation 275 Long-term portion of capital lease obligation 1,630 Total capital lease obligation $ 1,905 |
Employee stock ownership plan
Employee stock ownership plan | 3 Months Ended |
Mar. 31, 2019 | |
Employee Stock Ownership Plan (ESOP), Shares in ESOP [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 7. Employee stock ownership plan Under the Mayville Engineering Company, Inc. Employee Stock Ownership Plan (ESOP), the Company makes annual contributions to the trust for the benefit of eligible employees in the form of cash or treasury shares of the Company. The annual contribution is discretionary except that it must be at least 3% of to $1,500 and $1,000, respectively. At various times following death, disability, retirement or termination of employment, an ESOP participant is entitled to receive their ESOP account balance in accordance with various distribution methods as permitted under the policies adopted by the ESOP. Historically, all distributions have been paid to participants in cash. During the three months ended March 31, 2019 the ESOP did not acquire any shares from withdrawing participants. As of March 31, 2019, and December 31, 2018, the ESOP shares consisted of 13,443,484 $133,806 as of March 31, 2019 and December 31, 2018. The estimated fair value as of March 31, 2019 and December 31, 2018 was based on the most recent available appraisals of the common stock which $9.95 |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Note 8. Income taxes On a quarterly basis, the Company estimates its effective tax rate for the full fiscal year and records a quarterly income tax provision based on the anticipated rate. As the year progresses, the Company will refine its estimate based on facts and circumstances by each tax jurisdiction. Income tax expense was estimated at $769 and the effective tax rate (ETR) from continuing operations was 30.35% for the three months ended March 31, 2019. The following item caused the quarterly ETR to be significantly different from our expected annual ETR at statutory tax rates: • During the three months ended March 31, 2019, we recorded a discrete tax expense of approximately $84 as a result of a greater state tax expense than was originally estimated in our tax provision for our year ended December 31, 2018. This increased the effective tax rate by 3.71% for the quarter ended March 31, 2019. The acquired DMP entities are subject to taxation in the United States and five state jurisdictions. The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in these jurisdictions. ASC Topic 740, Income Taxes March 31, 2019. Prior to the Company’s IPO, the Company’s legacy business was an S Corporation, where substantially all taxes were passed to the shareholders and the Company did not pay federal or state corporate income taxes on its taxable income. In connection with the IPO, the Company’s legacy business converted to a C Corporation. As a result, the consolidated business will be subject to paying federal and state corporate income taxes on its taxable income from May 12, 2019 forward. The Company’s policy for recording interest and penalties associated with potential income tax audits is to record such expense as a component of income tax expense. There were no amounts for penalties or interest recorded as of March 31, 2019. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its positions. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies Disclosure [Text Block] | Note 9. Contingencies From time to time, the Company may be involved in various claims and lawsuits, both for and against the Company, arising in the normal course of business. Although the results of litigation and claims cannot be predicted with certainty, in management’s opinion, either the likelihood of loss is remote, or any reasonably possible loss associated with the resolution of such proceedings is not expected to have a material adverse impact on the consolidated financial statements. |
Deferred compensation
Deferred compensation | 3 Months Ended |
Mar. 31, 2019 | |
Deferred Compensation Liability [Abstract] | |
Compensation Related Costs, General [Text Block] | Note 10. Deferred compensation The Mayville Engineering Deferred Compensation Plan is available for certain employees designated to be eligible to participate by the Company and approved by the Board of Directors. Eligible employees may elect to defer a portion of his or her compensation for any plan year and the deferral cannot exceed 50% of the participant’s base salary and may include the participant’s annual short-term cash incentive up to 100%. The participant’s election must be made prior to the first day of the plan year. An employer contribution will be made for each participant to reflect the amount of any reduced allocations to the ESOP and/or 401(k) employer contributions due solely to the participant’s deferral amounts, as applicable. In addition, a discretionary amount may be awarded to a participant by the Company. All deferrals are deemed to have been invested in the Company stock at a price equal to the share value on the date of deferral and the value of the account will increase or decrease with the change in the value of the stock. Individual accounts are maintained for each participant. Each participant’s account is credited with the participant’s deferred compensation, the Company’s contributions, and investment income or loss, reduced for charges, if any. The deferred compensation plan provides benefits payable upon separation of service or death. Payments are to be made 30 days after date of separation from service, either in a lump-sum payment or up to five annual installments as elected by the participant when the participant first elects to defer compensation. The deferred compensation plan is non-funded and all future contributions are unsecured in that the employees have the status of a general unsecured creditor of the Company and the agreements constitute a promise by the Company to make benefit payments in the future. During the three months ended March 31, 2019 and 2018, eligible employees elected to defer compensation of $1,147 and $1,485, respectively. As of March 31, 2019, and December 31, 2018, the total amount accrued for all benefit years under this plan was $14,498 and $13,351, respectively, which is included within the deferred compensation and long-term incentive on the consolidated balance sheets. These amounts include the initial deferral of compensation as adjusted for subsequent changes in the share value of the Company stock. Total expense for the deferred compensation plan for the three months ended March 31, 2019 and 2018 amounted to $1,147 and $1,485 and is included in profit sharing, bonuses and deferred compensation on the |
Long-Term incentive plan
Long-Term incentive plan | 3 Months Ended |
Mar. 31, 2019 | |
Share-based Compensation [Abstract] | |
Long Term Incentive Plans For Employees [Text Block] | Note 11. Long-Term incentive plan The Company’s Long-Term Incentive Plan is available for any employee who has been designated to be eligible to participate by the Compensation Committee of the Board of Directors. Annually, the plan provides for long-term cash incentive awards to eligible participants based on the Company’s performance over a three-year performance period. The long-term incentive plan is non-funded and each participant in the plan is considered a general unsecured creditor of the Company and each agreement constitutes a promise by the Company to make benefit payments if the future conditions are met, or if the discretion is exercised in favor of a benefit payment. The qualifying conditions for each award granted prior to December 31, 2015 under the plan include a minimum increase in the aggregate fair value of the Company of 24% during the three-year performance period and the eligible participants must be employed by the Company on the date of the cash payment or have retired after attaining age 65, died or become disabled during the period from the beginning of the performance period to the date of payment. As of January 1, 2016, all new awards granted under the plan include a minimum increase in the aggregate fair value of the Company of 12% during the three-year performance period. If the qualifying conditions are not attained, discretionary payments may be made, up to a maximum amount specified in each award agreement. Discretionary payments are determined by the Compensation Committee of the Board of Directors (for payment to the Chief Executive Officer of the Company) and by the If a participant is not employed throughout the performance period due to retirement, death or disability, their maximum benefit will be prorated based on the number of days employed by the Company during the performance periods. Based on the requirements of this plan, no awards were paid during the three months ended March 31, 2019 and 2018. $1,846 $79 and $111, respectively, and is included in profit sharing, bonuses and deferred compensation on the Condensed Consolidated Statements of Comprehensive Income. |
Self-Funded insurance
Self-Funded insurance | 3 Months Ended |
Mar. 31, 2019 | |
Insurance [Abstract] | |
Self Funded Medical Insurance Plan [Text Block] | Note 12. Self-Funded insurance The Company is self-funded for the medical benefits provided to its employees and their dependents. Healthcare costs are expensed as incurred and are based upon actual claims paid, reinsurance premiums, administration fees, and estimated unpaid claims. The Company purchases reinsurance to limit the annual risk associated with their multiple medical plans. Under one plan, the Company purchases reinsurance to limit the annual risk per participant to $225 with no aggregate stop loss. Under another plan, the Company purchases reinsurance to limit the annual risk per participant to $200 and to limit the annual aggregate risk related to this contract which was approximately $5,163 and $4,467 for the three months ended March 31, 2019 and 2018, respectively. An estimated accrued liability of approximately $1,553 and $1,514 was recorded as of March 31, 2019 and December 31, 2018, respectively, for estimated unpaid claims and is included within other current liabilities on the |
Segments
Segments | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Note 13. Segments The Company applies the provisions of ASC Topic 280, Segment Reporting . An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the chief operating decision maker (CODM) and for which discrete financial information is available. Based on the provisions of ASC 280, the Company has determined it has one operating segment. The Company does not earn revenues or have long-lived asset located in foreign countries. In accordance with the enterprise-wide disclosure requirements of ASC 280, the Company’s net sales from external customers by main product lines are as follows: Three Months Ended March 31, 2019 2018 Outdoor sports $ 1,859 $ 1,752 Fabrication 91,153 35,725 Performance structures 19,807 22,808 Tube 20,857 19,570 Tank 11,605 8,729 Total 145,281 88,584 Intercompany sales elimination (1,549 ) (1,363 ) Total, net sales $ 143,732 $ 87,221 |
Fair value of financial instrum
Fair value of financial instruments | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Note 14. Fair value of financial instruments Fair value provides information on what the Company may realize if certain assets were sold or might pay to transfer certain liabilities based upon an exit price. Financial assets and liabilities that are measured and reported at fair value are classified into a three-level hierarchy that prioritizes the inputs used in the valuation process. A financial instrument’s categorization within the valuation hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The hierarchy is based on the observability and objectivity of the pricing inputs, as follows: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Significant directly observable data (other than Level 1 quoted prices) or significant indirectly observable data through corroboration with observable market data. Inputs would normally be (i) quoted prices in active markets for similar assets or liabilities, (ii) quoted prices in inactive markets for identical or similar assets or liabilities or (iii) information derived from or corroborated by observable market data. • Level 3 – Prices or valuation techniques that require significant unobservable data inputs. These inputs would normally be the Company’s own data and judgements about assumptions that market participants would use in pricing the asset or liability. The following table lists the Company’s financial assets and liabilities accounted for at fair value by the fair value hierarchy: Fair Value Measurements at Balance at Report Date Using March 31, 2019 (Level 1) (Level 2) (Level 3) Deferred compensation $ 14,498 $ — $ — $ 14,498 Contingent consideration payable 6,924 — — 6,924 Total $ 21,422 $ — $ — $ 21,422 Fair Value Measurements at Balance at Report Date Using December 31, 2018 (Level 1) (Level 2) (Level 3) Deferred compensation $ 13,351 $ — $ — $ 13,351 Contingent consideration payable 6,054 — — 6,054 Total $ 19,405 $ — $ — $ 19,405 Changes in liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) between December 31, 2018 and March 31, 2019 consist of: Balance as of December 31, 2018 $ 19,405 Contingent consideration fair value adjustment 869 Deferred compensation contributions 1,043 Deferred compensation fair value adjustment 180 Payments (75 ) Balance as of March 31, 2019 $ 21,422 Fair value measurements for the Company’s cash and cash equivalents are classified based upon Level 1 measurements because such measurements are based upon quoted market prices in active markets for identical assets. Accounts receivable, accounts payable, long-term debt and accrued liabilities are recorded in the financial statements at cost and approximate fair value. Deferred compensation liabilities are recorded at amounts due to participants at the time of deferral. Deferrals are deemed to have been invested in the Company stock at a price equal to the share value on the deferral date. Subsequent fair value adjustments are made to the participants’ accounts for the change in the value of the Company’s stock on an annual basis. Considered Level 3 on the fair value On December 14, 2018 The Company will pay DMP’s previous shareholders an additional $7,500 if DMP generates $19,748 of EBITDA over the twelve-month period ended September 30, 2019. In addition, the Company will pay one dollar for each additional dollar of EBITDA in excess of $19,748 generated over this period; however, in no event shall the total payment exceed $10,000. on the Condensed Consolidated Statement of Comprehensive Income. Contingent consideration payable was revalued to $6,924 and $6,054 as of March 31, 2019 and December 31, 2018, respectively. The change of $869 The Company does not have any financial assets or liabilities at the Level 2 fair value hierarchy. The Company’s non-financial assets such as intangible assets and property, plant, and equipment are re-measured at fair value when there is an indication of impairment and adjusted only when an impairment charge is recognized. |
Concentration of major customer
Concentration of major customers | 3 Months Ended |
Mar. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | Note 15 – Concentration of major customers The following customers accounted for 10% or greater of the Company’s recorded net sales and net trade receivables: Net Sales Accounts Receivable Three Months Ended Three Months Ended As of As of Customers A 17.0 % 24.1 % <10 % <10 % B 14.1 % 19.0 % <10 % <10 % C <10 % 19.3 % <10 % <10 % D <10 % <10 % <10 % 12.6 % E 11.6 % <10 % <10 % <10 % |
Subsequent events
Subsequent events | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 16. Subsequent events The On April 8, 2019 $117,100 On May 12, 2019 On May 13, 2019 1,334.34 On May 16, 2019 On May 20, 2019 On May 23, 2019, the Company completed the revaluation of its Long Term Incentive Compensation Program (LTIP) due to the IPO, resulting in a pay out of $10,483, ending the LTIP. Also due to the IPO, the deferred compensation liability was revalued resulting in an increase of $9,990 from the March 31, 2019 balance of $14,498. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | T he preliminary estimated fair values of assets acquired and liabilities assumed are as follows: Preliminary Opening Cash consideration, net of cash received $ 114,700 Contingent consideration 6,075 Total purchase price $ 120,775 Accounts receivable, net $ 26,900 Tooling in progress 1,318 Inventory, net 11,729 Property, plant and equipment, net 30,053 Other assets, net of cash 416 Intangible assets Trade name 14,780 Customer relationships 44,550 Non-compete 8,800 Goodwill 30,332 Total assets acquired 168 878 Deferred income taxes 20,220 Other liabilities 27,883 Net assets acquired $ 120,775 |
Business Acquisition, Pro Forma Information [Table Text Block] | The unaudited pro forma results of operations do not reflect any operating efficiencies or potential cost savings which may result from the acquisition. Three Months Ended March 31, 2018 Net sales $ 128,274 Net income 4,496 |
Select balance sheet data (Tabl
Select balance sheet data (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Select balance sheet data [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories as of March 31, 2019 and December 31, 2018 consist of : March 31, December 31, 2019 2018 Finished goods and purchased parts $ 32,040 $ 32,589 Raw materials 13,664 12,329 Work-in-process 7,776 8,487 Total $ 53,480 $ 53,405 |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment as of March 31, 2019 and December 31, 2018 consist of : Useful Lives March 31, December 31, Years* 2019 2018 Land Indefinite $ 1,264 $ 1,264 Land improvements 15 39 3,169 3,169 Building and building improvements 15 39 56,233 55,269 Machinery, equipment and tooling 3 7 187,220 182,045 Vehicles 5 3,627 3,613 Office furniture and fixtures 3 7 14,379 14,253 Construction in progress N/A 7,102 6,786 Total property, plant and equipment, gross 272,994 266,399 Less accumulated depreciation 147,417 142,516 Total property, plant and equipment, net $ 125,577 $ 123,883 |
Schedule of Goodwill [Table Text Block] | Changes in goodwill between December 31, 2018 and March 31, 2019 consist of : Balance as of December 31, 2018 $ 69,437 Purchase accounting adjustment 1,097 Impairment — Balance as of March 31, 2019 $ 70 534 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The following is a listing of intangible assets, the useful lives in years (amortization period) and accumulated amortization as of March 31, 2019 and December 31, 2018: Useful Lives March 31, December 31, Years 2019 2018 Amortizable intangible assets: Customer relationships and contracts 9 12 $ 78,340 $ 78,340 Trade name 10 14,780 14,780 Non-compete agreements 5 8,800 8,800 Patents 19 24 24 Accumulated amortization (25,552 ) (22,876 ) Total amortizable intangible assets, net 76,392 79,068 Non-amortizable brand name 3,811 3,811 Total intangible assets, net $ 80,203 $ 82,879 |
Schedule Of Changes In Finite Lived Intangible Assets [Table Text Block] | Changes in intangible assets between December 31, 2018 and March 31, 2019 consist of: Balance as of December 31, 2018 $ 82,879 Amortization expense (2,677 ) Balance as of March 31, 2019 $ 80,203 |
Other long-term debt (Tables)
Other long-term debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Other longterm debt [Abstract] | |
Schedule Of Other Long Term Debt [Table Text Block] | Other long-term debt as of March 31, 2019 and December 31, 2018 consisted of the following: March 31, 2019 December 31, 2018 Interest Rate Balance Interest Rate Balance Term A loans – 2018 financing package 4.75 % $ 69,000 4.69 % $ 69,000 Real estate term loan – 2018 financing package 4.75 % 26,000 4.69 % 26,000 Strategic capital loan 11.59 % 25,000 11.78 % 25,000 Wisconsin Economic Development Corporate (Neillsville) 2.00 % 299 2.00 % 406 Smyth County, Virginia 0.00 % 700 0.00 % 700 Total principal outstanding 120,999 121,106 Less: Unamortized debt issuance costs (781 ) (825 ) Less: Current maturities (10,549 ) (8,606 ) Long-term debt, less current maturities, net $ 109,669 $ 111,675 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Scheduled principal payment of debt subsequent to March 31, 2019 are as follows: Year ending December 31, 2019 (remainder) $ 8,499 2020 8,200 2021 8,200 2022 8,200 2023 62,900 Thereafter 25,000 Total $ 120,999 |
Capital lease obligation (Table
Capital lease obligation (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Future minimum lease payments required under the lease is as follows: Year ending December 31, 2019 (remainder) $ 262 2020 335 2021 335 2022 335 2023 335 Thereafter 559 Total 2,161 Less payment amount allocated to interest 256 Present value of capital lease obligation $ 1,905 Current portion of capital lease obligation 275 Long-term portion of capital lease obligation 1,630 Total capital lease obligation $ 1,905 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Disaggregation of Revenue [Table Text Block] | In accordance with the enterprise-wide disclosure requirements of ASC 280, the Company’s net sales from external customers by main product lines are as follows: Three Months Ended March 31, 2019 2018 Outdoor sports $ 1,859 $ 1,752 Fabrication 91,153 35,725 Performance structures 19,807 22,808 Tube 20,857 19,570 Tank 11,605 8,729 Total 145,281 88,584 Intercompany sales elimination (1,549 ) (1,363 ) Total, net sales $ 143,732 $ 87,221 |
Fair value of financial instr_2
Fair value of financial instruments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table lists the Company’s financial assets and liabilities accounted for at fair value by the fair value hierarchy: Fair Value Measurements at Balance at Report Date Using March 31, 2019 (Level 1) (Level 2) (Level 3) Deferred compensation $ 14,498 $ — $ — $ 14,498 Contingent consideration payable 6,924 — — 6,924 Total $ 21,422 $ — $ — $ 21,422 Fair Value Measurements at Balance at Report Date Using December 31, 2018 (Level 1) (Level 2) (Level 3) Deferred compensation $ 13,351 $ — $ — $ 13,351 Contingent consideration payable 6,054 — — 6,054 Total $ 19,405 $ — $ — $ 19,405 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Changes in liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) between December 31, 2018 and March 31, 2019 consist of: Balance as of December 31, 2018 $ 19,405 Contingent consideration fair value adjustment 869 Deferred compensation contributions 1,043 Deferred compensation fair value adjustment 180 Payments (75 ) Balance as of March 31, 2019 $ 21,422 |
Concentration of major custom_2
Concentration of major customers (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | The following customers accounted for 10% or greater of the Company’s recorded net sales and net trade receivables: Net Sales Accounts Receivable Three Months Ended Three Months Ended As of As of Customers A 17.0 % 24.1 % <10 % <10 % B 14.1 % 19.0 % <10 % <10 % C <10 % 19.3 % <10 % <10 % D <10 % <10 % <10 % 12.6 % E 11.6 % <10 % <10 % <10 % |
Acquisitions - Fair Values Of A
Acquisitions - Fair Values Of Assets Acquired and Liabilities (Details) - USD ($) $ in Thousands | Dec. 14, 2018 | Mar. 31, 2019 |
Contingent consideration | $ 6,075 | |
Defiance Metal Products [Member] | ||
Cash consideration, net of cash received | $ 114,700 | 114,700 |
Contingent consideration | $ 10,000 | 6,075 |
Total purchase price | 120,775 | |
Accounts receivable, net | 26,900 | |
Tooling in progress | 1,318 | |
Inventory, net | 11,729 | |
Property, plant and equipment, net | 30,053 | |
Other assets, net of cash | 416 | |
Goodwill | 30,332 | |
Total assets acquired | 168,878 | |
Deferred income taxes | 20,220 | |
Other liabilities | 27,883 | |
Net assets acquired | 120,775 | |
Trade name [Member] | Defiance Metal Products [Member] | ||
Intangible assets | 14,780 | |
Customer relationships [Member] | Defiance Metal Products [Member] | ||
Intangible assets | 44,550 | |
Non-compete [Member] | Defiance Metal Products [Member] | ||
Intangible assets | $ 8,800 |
Acquisitions - Pro forma result
Acquisitions - Pro forma results of operations (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Net sales | $ 128,274 |
Net income | $ 4,496 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 14, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 |
Contingent consideration payable | $ 6,075 | |||
Net sales | $ 128,274 | |||
Net income | $ 4,496 | |||
Business combination inventory fair value step-up | 395 | $ 978 | ||
Business combination, contingent consideration arrangements, change in amount of contingent consideration, liability | 869 | $ 869 | ||
Deferred income taxes | $ 1,097 | |||
Trade Names [Member] | ||||
Estimated useful life | 10 years | 10 years | ||
Noncompete Agreements [Member] | ||||
Estimated useful life | 5 years | 5 years | ||
Defiance Metal Products [Member] | ||||
Cash consideration, net of cash received | $ 114,700 | $ 114,700 | ||
Contingent consideration payable | $ 10,000 | 6,075 | ||
Net sales | 50,200 | |||
Net income | $ 800 | |||
Business combination, contingent consideration arrangements, description | The Company will pay DMP's previous shareholders $7,500 if DMP generates $19,748 of earnings before interest expense, income taxes, depreciation and amortization (EBITDA) over the twelve month period ended September 30, 2019. In addition, the Company will pay one dollar for each additional dollar of EBITDA in excess of $19,748 generated over this period; however, in no event shall the total payment exceed $10,000. | |||
Business combination inventory fair value step-up | $ 395 | $ 583 | ||
Defiance Metal Products [Member] | Restatement Adjustment [Member] | Selling, General and Administrative Expenses [Member] | ||||
Contingent consideration payable | 6,924 | $ 6,054 | ||
Defiance Metal Products [Member] | Trade Names [Member] | ||||
Business combination, Recognized identifiable assets acquired and liabilities assumed, intangible assets, other than goodwill | $ 14,780 | |||
Estimated useful life | 10 years | |||
Defiance Metal Products [Member] | Customer Relationships [Member] | ||||
Business combination, Recognized identifiable assets acquired and liabilities assumed, intangible assets, other than goodwill | $ 44,550 | |||
Estimated useful life | 12 years | |||
Defiance Metal Products [Member] | Noncompete Agreements [Member] | ||||
Business combination, Recognized identifiable assets acquired and liabilities assumed, intangible assets, other than goodwill | $ 8,800 | |||
Estimated useful life | 5 years |
Select balance sheet data - Sch
Select balance sheet data - Schedule of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Select balance sheet data [Abstract] | ||
Finished goods and purchased parts | $ 32,040 | $ 32,589 |
Raw materials | 13,664 | 12,329 |
Work-in-process | 7,776 | 8,487 |
Total | $ 53,480 | $ 53,405 |
Select balance sheet data - S_2
Select balance sheet data - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Total property, plant and equipment, gross | $ 272,994 | $ 266,399 |
Less accumulated depreciation | 147,417 | 142,516 |
Total property, plant and equipment, net | 125,577 | 123,883 |
Land [Member] | ||
Total property, plant and equipment, gross | $ 1,264 | $ 1,264 |
Property, plant and equipment useful lives | Indefinite</div>" id="sjs-B8"><div style="letter-spacing: 0px; top: 0px;;display:inline;">Indefinite</div> | |
Land Improvements [Member] | ||
Total property, plant and equipment, gross | $ 3,169 | $ 3,169 |
Land Improvements [Member] | Maximum [Member] | ||
Property, plant and equipment useful lives | 39 years | 39 years |
Land Improvements [Member] | Minimum [Member] | ||
Property, plant and equipment useful lives | 15 years | 15 years |
Building Improvements [Member] | ||
Total property, plant and equipment, gross | $ 56,233 | $ 55,269 |
Building Improvements [Member] | Maximum [Member] | ||
Property, plant and equipment useful lives | 39 years | 39 years |
Building Improvements [Member] | Minimum [Member] | ||
Property, plant and equipment useful lives | 15 years | 15 years |
Machinery and Equipment [Member] | ||
Total property, plant and equipment, gross | $ 187,220 | $ 182,045 |
Machinery and Equipment [Member] | Maximum [Member] | ||
Property, plant and equipment useful lives | 7 years | 7 years |
Machinery and Equipment [Member] | Minimum [Member] | ||
Property, plant and equipment useful lives | 3 years | 3 years |
Vehicles [Member] | ||
Total property, plant and equipment, gross | $ 3,627 | $ 3,613 |
Property, plant and equipment useful lives | 5 years | 5 years |
Office Equipment [Member] | ||
Total property, plant and equipment, gross | $ 14,379 | $ 14,253 |
Office Equipment [Member] | Maximum [Member] | ||
Property, plant and equipment useful lives | 7 years | 7 years |
Office Equipment [Member] | Minimum [Member] | ||
Property, plant and equipment useful lives | 3 years | 3 years |
Construction in Progress [Member] | ||
Total property, plant and equipment, gross | $ 7,102 | $ 6,786 |
Select balance sheet data - S_3
Select balance sheet data - Schedule of Changes In Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Select balance sheet data [Abstract] | |
Balance | $ 69,437 |
Purchase accounting adjustment | 1,097 |
Impairment | 0 |
Balance | $ 70,534 |
Select balance sheet data - S_4
Select balance sheet data - Schedule of Listing of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Amortizable intangible assets [Abstract] | ||
Accumulated amortization | $ (25,552) | $ (22,876) |
Total amortizable intangible assets, net | 76,392 | 79,068 |
Total intangible assets, net | 80,203 | 82,879 |
Customer Relationships And Contracts [Member] | ||
Amortizable intangible assets [Abstract] | ||
Amortizable intangible assets, gross | $ 78,340 | $ 78,340 |
Customer Relationships And Contracts [Member] | Maximum [Member] | ||
Amortizable intangible assets [Abstract] | ||
Intangible assets useful Lives | 12 years | 12 years |
Customer Relationships And Contracts [Member] | Minimum [Member] | ||
Amortizable intangible assets [Abstract] | ||
Intangible assets useful Lives | 9 years | 9 years |
Trade Names [Member] | ||
Amortizable intangible assets [Abstract] | ||
Amortizable intangible assets, gross | $ 14,780 | $ 14,780 |
Intangible assets useful Lives | 10 years | 10 years |
Noncompete Agreements [Member] | ||
Amortizable intangible assets [Abstract] | ||
Amortizable intangible assets, gross | $ 8,800 | $ 8,800 |
Intangible assets useful Lives | 5 years | 5 years |
Patents [Member] | ||
Amortizable intangible assets [Abstract] | ||
Amortizable intangible assets, gross | $ 24 | $ 24 |
Intangible assets useful Lives | 19 years | 19 years |
Brand Name [Member] | ||
Amortizable intangible assets [Abstract] | ||
Total intangible assets, net | $ 3,811 | $ 3,811 |
Select balance sheet data - S_5
Select balance sheet data - Schedule of Changes In Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Select balance sheet data [Abstract] | ||
Balance | $ 82,879 | |
Amortization expense | (2,677) | $ (939) |
Balance | $ 80,203 |
Select balance sheet data - Add
Select balance sheet data - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Select balance sheet data [Abstract] | |||
Inventory | $ 53,480 | $ 53,405 | |
Amortization of the DMP inventory fair value | 395 | $ 978 | |
Amortization expense | $ 2,677 | $ 939 |
Bank revolving credit notes - A
Bank revolving credit notes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Dec. 31, 2018 | |
Revolving credit notes | $ 66,389 | $ 59,629 |
Revolving Credit Facility [Member] | ||
Credit agreement borrowing capacity | $ 90,000 | |
Interest rate | 4.75% | 4.69% |
Revolving commitments fee percentage | 0.20% | 0.20% |
Revolving credit notes | $ 66,389 | $ 59,629 |
Other long-term debt - Summary
Other long-term debt - Summary of Other Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Total principal outstanding | $ 120,999 | $ 121,106 |
Less: Unamortized debt issuance costs | (781) | (825) |
Less: Current maturities | (10,549) | (8,606) |
Long-term debt, less current maturities, net | $ 109,669 | $ 111,675 |
Smyth County, Virginia [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 0.00% | 0.00% |
Total principal outstanding | $ 700 | $ 700 |
Term A Financing Packaging [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.75% | 4.69% |
Total principal outstanding | $ 69,000 | $ 69,000 |
Real Estate Term Loan [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 4.75% | 4.69% |
Total principal outstanding | $ 26,000 | $ 26,000 |
Strategic Capital [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 11.59% | 11.78% |
Total principal outstanding | $ 25,000 | $ 25,000 |
Wisconsin Economic Development Corporate [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | 2.00% |
Total principal outstanding | $ 299 | $ 406 |
Other long-term debt - Schedule
Other long-term debt - Scheduled Principal Payment of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
2019 (remainder) | $ 8,499 | |
2020 | 8,200 | |
2021 | 8,200 | |
2022 | 8,200 | |
2023 | 62,900 | |
Thereafter | 25,000 | |
Total | $ 120,999 | $ 121,106 |
Other long-term debt - Addition
Other long-term debt - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2018 | |
Borrowing financing package | $ 120,999 | $ 121,106 |
Facility Financing Package [Member] | ||
Borrowing financing package | $ 95,000 | |
Maturity date | Dec. 14, 2023 | |
Strategic Capital Loan [Member] | ||
Borrowing financing package | $ 25,000 | |
Maturity date | Jun. 14, 2024 |
Capital lease obligation - Sche
Capital lease obligation - Schedule of Future Minimum Lease Payments Required Under The Lease (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
2019 (remainder) | $ 262 | |
2020 | 335 | |
2021 | 335 | |
2022 | 335 | |
2023 | 335 | |
Thereafter | 559 | |
Total | 2,161 | |
Less payment amount allocated to interest | 256 | |
Present value of capital lease obligation | 1,905 | |
Current portion of capital lease obligation | 275 | $ 281 |
Long-term portion of capital lease obligation | 1,630 | $ 1,697 |
Total capital lease obligation | $ 1,905 |
Capital lease obligation - Addi
Capital lease obligation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Capital Lease Obligations | $ 1,905 | |
Equipment [Member] | ||
Capitalized cost | 2,051 | |
Capital lease, accumulated depreciation | 171 | |
Capital lease, depreciation recognized | $ 73 | |
Capital Lease Obligations | $ 0 |
Employee stock ownership plan -
Employee stock ownership plan - Additional Information (Detail) $ / shares in Units, $ in Thousands | May 13, 2019 | Mar. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)$ / sharesshares |
Employee stock ownership plan (ESOP), compensation expense | $ 1,500 | $ 1,000 | ||
Annual contribution vesting percentage | 3.00% | |||
Repurchase obligation estimated fair value on allocated shares | $ 133,806 | $ 133,806 | ||
Shares in ESOP | shares | 13,443,484 | 13,443,484 | ||
Estimated fair value of common stock on ESOP | $ / shares | $ 9.95 | $ 9.95 | ||
May 2019 IPO [Member] | Subsequent Event [Member] | ||||
Dividend stock split conversion ratio | 1,334.34 | |||
Employee Stock Option [Member] | ||||
Employee stock ownership plan (ESOP), compensation expense | $ 1,500 | $ 1,000 |
Income taxes - Additional Infor
Income taxes - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Income Tax Expense | $ 769 |
Effective Income Tax Rate | 30.35% |
Discrete Tax Expense | $ 84 |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate | 3.71% |
Deferred compensation - Additio
Deferred compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Annual Short term Cash Incentive | 100.00% | |
Description Of Deferred Compensation Arrangements | The deferred compensation plan provides benefits payable upon separation of service or death. Payments are to be made 30 days after date of separation from service, either in a lump-sum payment or up to five annual installments as elected by the participant when the participant first elects to defer compensation. | |
Deferred compensation and long-term incentive | $ 1,750 | $ 1,640 |
Deferred Profit Sharing [Member] | ||
Deferred compensation and long-term incentive | 1,147 | 1,485 |
Deferred Compensation Cash-based Arrangements Liability | $ 14,498 | $ 13,351 |
Maximum [Member] | ||
Deferred Compensation Arrangements | 50.00% |
Long-Term incentive plan - Addi
Long-Term incentive plan - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2018 | |
Description Of Conditions In Respect of Long Term Cash Incentives to eligible Participants | The Company's Long-Term Incentive Plan is available for any employee who has been designated to be eligible to participate by the Compensation Committee of the Board of Directors. Annually, the plan provides for long-term cash incentive awards to eligible participants based on the Company's performance over a three-year performance period. | ||||
Profit sharing, bonuses, and deferred compensation | $ 1,750 | $ 1,640 | |||
Deferred Bonus [Member] | |||||
Other Deferred Compensation Arrangement Liability | 562 | $ 1,846 | |||
Profit sharing, bonuses, and deferred compensation | $ 79 | $ 111 | |||
Chief Executive Officer [Member] | |||||
Increase In Fair Value Of Long Term Incentive Plan | 12.00% | 24.00% | |||
Long Term Incentive Plan | 3 years | 3 years |
Self-Funded insurance - Additio
Self-Funded insurance - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | |
Adjustment Expense | $ 1,553 | $ 1,514 | |
Net Amount at Risk by Product and Guarantee | 5,163 | $ 4,467 | |
Medical Insurance Plan One [Member] | |||
Liability for Future Policy Benefits | 225 | ||
Medical Insurance Plan Two [Member] | |||
Liability for Future Policy Benefits | $ 200 |
Segments - Schedule of Company'
Segments - Schedule of Company's Net Sales From External Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues | $ 143,732 | $ 87,221 |
Sales | ||
Revenues | 145,281 | 88,584 |
Outdoor Sports | ||
Revenues | 1,859 | 1,752 |
Fabrication | ||
Revenues | 91,153 | 35,725 |
Performance structures | ||
Revenues | 19,807 | 22,808 |
Tube | ||
Revenues | 20,857 | 19,570 |
Tank | ||
Revenues | 11,605 | 8,729 |
Intercompany sales elimination | ||
Revenues | $ (1,549) | $ (1,363) |
Fair value of financial instr_3
Fair value of financial instruments - Schedule of Company's Financial Assets and Liabilities (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Total | $ 21,422 | $ 19,405 |
Contingent consideration payable | ||
Total | 6,924 | 6,054 |
Deferred compensation | ||
Total | 14,498 | 13,351 |
Fair Value, Inputs, Level 1 [Member] | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Contingent consideration payable | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Deferred compensation | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Contingent consideration payable | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Deferred compensation | ||
Total | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Total | 21,422 | 19,405 |
Fair Value, Inputs, Level 3 [Member] | Contingent consideration payable | ||
Total | 6,924 | 6,054 |
Fair Value, Inputs, Level 3 [Member] | Deferred compensation | ||
Total | $ 14,498 | $ 13,351 |
Fair value of financial instr_4
Fair value of financial instruments - Schedule of Changes In Liabilities Measured At Fair Value On A Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Balance as of December 31, 2018 | $ 19,405 |
Contingent consideration fair value adjustment | 869 |
Deferred compensation contributions | 1,043 |
Deferred compensation fair value adjustment | 180 |
Payments | (75) |
Balance as of March 31, 2019 | $ 21,422 |
Fair value of financial instr_5
Fair value of financial instruments - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 14, 2018 | Mar. 31, 2019 | Dec. 31, 2018 |
Contingent consideration | $ 6,075 | ||
Expense recognized on contingent consideration fair value adjustment | 869 | $ 869 | |
Defiance Metal Products [Member] | |||
Business Acquisition, Effective Date | Dec. 14, 2018 | ||
Cash consideration, net of cash received | $ 114,700 | 114,700 | |
Contingent consideration | $ 10,000 | $ 6,075 | |
Contingent Consideration Arrangements, Description | The Company will pay DMP's previous shareholders $7,500 if DMP generates $19,748 of earnings before interest expense, income taxes, depreciation and amortization (EBITDA) over the twelve month period ended September 30, 2019. In addition, the Company will pay one dollar for each additional dollar of EBITDA in excess of $19,748 generated over this period; however, in no event shall the total payment exceed $10,000. | ||
Defiance Metal Products [Member] | Restatement Adjustment [Member] | Selling, General and Administrative Expenses [Member] | |||
Contingent consideration | $ 6,924 | $ 6,054 |
Concentration of major custom_3
Concentration of major customers - Net Sales and Net Trade Receivables (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Customer A [Member] | Sales Revenue, Net [Member] | |||
Concentration risk percentage | 17.00% | 24.10% | |
Customer A [Member] | Accounts Receivable [Member] | |||
Concentration risk percentage | <10 | <10 | |
Customer B [Member] | Sales Revenue, Net [Member] | |||
Concentration risk percentage | 14.10% | 19.00% | |
Customer B [Member] | Accounts Receivable [Member] | |||
Concentration risk percentage | <10 | <10 | |
Customer C [Member] | Sales Revenue, Net [Member] | |||
Concentration risk percentage | 19.30% | ||
Concentration risk percentage | <10 | ||
Customer C [Member] | Accounts Receivable [Member] | |||
Concentration risk percentage | <10 | <10 | |
Customer D [Member] | Sales Revenue, Net [Member] | |||
Concentration risk percentage | <10 | <10 | |
Customer D [Member] | Accounts Receivable [Member] | |||
Concentration risk percentage | 12.60% | ||
Concentration risk percentage | <10 | ||
Customer E [Member] | Sales Revenue, Net [Member] | |||
Concentration risk percentage | 11.60% | ||
Concentration risk percentage | <10 | ||
Customer E [Member] | Accounts Receivable [Member] | |||
Concentration risk percentage | <10 | <10 |
Concentration of major custom_4
Concentration of major customers - Addtional Information (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Customer Concentration Risk [Member] | |
Concentration risk percentage | 10.00% |
Subsequent events - Additional
Subsequent events - Additional Information (Detail) $ / shares in Units, $ in Thousands | May 20, 2019USD ($)shares | May 13, 2019USD ($)shares | May 13, 2019shares | Apr. 08, 2019USD ($) | May 23, 2019USD ($) | Mar. 31, 2019USD ($) | May 16, 2019$ / sharesshares |
IPO [Member] | |||||||
Deferred compensation liability increase | $ 9,990 | ||||||
Subsequent Event [Member] | |||||||
Proceeds from initial public offering | $ 99,344 | ||||||
Repayment of strategic capital loan | $ 25,000 | ||||||
Conversion of stock shares converted | shares | 10,075 | ||||||
Conversion of Stock, Shares Issued | shares | 13,443,484 | ||||||
Stock issued | shares | 6,250,000 | ||||||
Shares outstanding | shares | 19,693,484 | 19,693,484 | |||||
Subsequent Event [Member] | Long Term Incentive Compensation Program [Member] | |||||||
Payment of initial public offering cost | $ 10,483 | ||||||
Subsequent Event [Member] | Underwriter [Member] | |||||||
Underwriters right to purchase common stock purchase price | $ / shares | $ 17 | ||||||
Proceeds from issue of common stock | $ 2,400 | ||||||
Underwriters right to purchase common stock | shares | 152,209 | ||||||
Subsequent Event [Member] | Term A Loans Principal Balance [Member] | |||||||
Repayment of strategic capital loan | $ 43,000 | ||||||
Subsequent Event [Member] | IPO [Member] | |||||||
Deferred compensation liability increase | $ 14,498 | ||||||
Subsequent Event [Member] | IPO [Member] | Underwriter [Member] | |||||||
Underwriters right to purchase common stock | shares | 152,209 | ||||||
Subsequent Event [Member] | May 2019 IPO [Member] | |||||||
Dividend stock split conversion ratio | 1,334.34 | ||||||
Subsequent Event [Member] | Dmp Acquisition [Member] | |||||||
Business acquisition total cash consideration | $ 117,100 | ||||||
Business acquisition additional payout | $ 2,400 |